Both ISS and Glass Lewis are independent, third party, proxy advisory firms who, among other services, provide proxy voting recommendations to pension funds, investment managers, mutual funds, and other institutional shareholders.
Recommendation to Premier Securityholders
Arrangement Resolution: ISS and Glass Lewis have each recommended that Premier Securityholders vote FOR the special resolution authorizing the Arrangement, with ISS stating that "the Arrangement makes strategic sense as the combination with Equinox offers immediate cash flow generation and growth prospects, through Equinox's seven operating gold mines as well as an extensive development pipeline. In addition, Equinox's stronger balance sheet and strong cash flow profile should allow for the advancement of
In addition to the Arrangement, ISS and Glass have each recommended that Premier Shareholders vote for the following other matters to be considered at the Meeting:
Premier Share Incentive Plan Amendment Resolution: ISS and Glass Lewis have each also recommended that Premier Shareholders vote FOR an ordinary resolution approving certain amendments to Premier's share incentive plan, with ISS noting that "the amendments to the plan are intended to facilitate the exchange of options pursuant to the Arrangement". The Premier Share Incentive Plan Amendment Resolution will only take effect if the Arrangement Resolution is approved by Premier Securityholders.
SpinCo Omnibus Share Incentive Plan Resolution: ISS and Glass Lewis have each also recommended that Premier Shareholders vote FOR an ordinary resolution approving an omnibus share incentive plan of
Premier wishes to note that it has made certain updates to the amendment provisions of the version of the SpinCo Omnibus Plan that was appended to the management information circular of Premier mailed to shareholders in connection with the Meeting (defined herein) in order to address certain matters noted by ISS. After updating the SpinCo Omnibus Plan to address these matters, ISS has recommended that Premier Shareholders vote FOR the resolution approving the SpinCo Omnibus Plan. A copy of the SpinCo Omnibus Plan (containing these updates) has been filed on Premier's profile on SEDAR at www.sedar.com and will be filed on the SEDAR profile of
SpinCo Financing Resolution: ISS and Glass Lewis have each also recommended that Premier Shareholders vote FOR an ordinary resolution of disinterested shareholders approving the private placement of subscription receipts exchangeable for SpinCo Shares (the "SpinCo Subscription Receipts") at a price of no less than
Getchell Warrant Resolution: ISS and Glass Lewis have each also recommended that Premier Shareholders vote FOR an ordinary resolution approving the exercise price of common share purchase warrants of
Premier Meeting
Premier encourages the Premier Securityholders to provide their voting preferences by proxy in advance of the special meeting of Premier Securityholders to be held on
Shareholder Questions and Assistance
Questions regarding the Arrangement or with voting and delivery of your proxy, please contact the Corporation's proxy solicitation agent,
YOUR VOTE IS IMPORTANT – PLEASE VOTE TODAY
About Premier & i-80
Premier is a gold producer and respected exploration and development company with a high-quality portfolio of precious metals projects in proven, accessible, and safe mining jurisdictions in
Premier remains focused on creating i-80 as a
Certain statements in this release constitute "forward-looking statements" or "forward-looking information" within the meaning of applicable securities laws. Such statements and information involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the company, its projects, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. Such statements can be identified by the use of words such as "may", "would", "could", "will", "intend", "expect", "believe", "plan", "anticipate", "estimate", "scheduled", "forecast", "predict" and other similar terminology, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. These statements reflect the Company's current expectations regarding future events, performance and results and speak only as of the date of this release. |
Forward-looking statements and information involve significant risks and uncertainties, should not be read as guarantees of future performance or results and will not necessarily be accurate indicators of whether or not such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements or information, including, but not limited to: unexpected changes in laws, rules or regulations, or their enforcement by applicable authorities; the failure of parties to contracts with the company to perform as agreed; social or labour unrest; changes in commodity prices; and the failure of exploration programs or studies to deliver anticipated results or results that would justify and support continued exploration, studies, development or operations. |
Although the forward-looking statements contained in this release are based upon what management of the company believes are reasonable assumptions, the company cannot assure investors that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this release and are expressly qualified in their entirety by this cautionary statement. Subject to applicable securities laws, the company does not assume any obligation to update or revise the forward-looking statements contained herein to reflect events or circumstances occurring after the date of this release. |
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